UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)July 8, 2015

INTERSIL CORPORATION

(Exact name of Registrant as specified in its charter)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 

 (d) On July 7, 2015, the Board of Directors (the “Board”) of Intersil Corporation (“Intersil”) increased the size of Intersil’s Board from eight to nine members and elected Ernest Maddock as a director.  Mr. Maddock has not yet been appointed to serve as a member of any committees of the Board.

As a director of Intersil, Mr. Maddock will receive cash compensation at the rate of $50,000 per year paid in quarterly installments. Pursuant to Intersil’s director equity compensation program as disclosed in its 2015 Proxy Statement, Mr. Maddock has been awarded: 1) a one-time new director grant of deferred stock units (“DSUs”) having a market value of $75,000 with the number of DSUs being calculated using the closing price of Intersil common stock on the NASDAQ exchange on July 7, 2015 and vesting over a three-year period; 2) a one-time new director grant of stock options with a market value of $75,000 with the number of option shares being calculated using the value of an option share on July 7, 2015 and vesting over a three-year period; and 3) a pro-rated annual director award consisting of the annual director award of 8,475 DSUs prorated daily to reflect the period from his date of election to the expected date of the 2016 Annual Meeting of Shareholders and vesting in full the day before such 2016 Annual Meeting.

Intersil will enter into its standard form of indemnity agreement with Mr. Maddock whereby he will be indemnified to the fullest extent permitted by Delaware law for certain liabilities to which he may become subject as a result of his affiliation with Intersil.  

There are no related party transactions between the Company and Mr. Maddock that are subject to disclosure under Item 404(a) of Regulation S-K.

A copy of the press release issued on July 8, 2015, regarding the election of Mr. Maddock is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 5.02.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.